Actress Dakota Fanning (middle) and director Gina Prince-Bythewood (left) of "The Secret Life of Bees" at the pre-party for the opening night of the 31st Mill Valley film festival at the Outdoor Art Club in Mill Valley, Calif., on Thursday, October 2, 2008. less

Actress Dakota Fanning (middle) and director Gina Prince-Bythewood (left) of "The Secret Life of Bees" at the pre-party for the opening night of the 31st Mill Valley film festival at the Outdoor Art Club in ... more

Photo: Liz Hafalia, The Chronicle

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Patrons line up for the 31st Mill Valley film festival at Sequoia Theater.

Patrons line up for the 31st Mill Valley film festival at Sequoia Theater.

Photo: Liz Hafalia, The Chronicle

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Actress Dakota Fanning (middle) arriving for the pre-party for the opening night of the 31st Mill Valley film festival.

Actress Dakota Fanning (middle) arriving for the pre-party for the opening night of the 31st Mill Valley film festival.

Photo: Liz Hafalia, The Chronicle

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Director Rob Nilsson of "Frank Dead Souls" and Board of Director Jennifer MacCready at the pre-party for the opening night of the 31st Mill Valley film festival.

Director Rob Nilsson of "Frank Dead Souls" and Board of Director Jennifer MacCready at the pre-party for the opening night of the 31st Mill Valley film festival.

Photo: Liz Hafalia, The Chronicle

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Dakota Fanning's a runaway hit at Mill Valley

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Fourteen-year-old Dakota Fanning couldn't stick around for the post-screening Q&A Thursday at the opening night of the 31st annual Mill Valley Film Festival. She had to catch a flight back to Los Angeles so that she could be back in class on Friday. These days, Fanning is not just a rising movie star, but also a high school cheerleader, and she had a game on Friday.

So Fanning came in early to speak about her new coming-of-age drama, "The Secret Life of Bees" as co-founder and executive director Mark Fishkin kicked off the 2008 festival at Mill Valley's CineArts@Sequoia, introducing Fanning, director Gina Prince-Bythewood and their film. Also showing on opening night was Bill Maher's acerbic documentary "Religulous," a day before its national opening.

This marked Fanning's first visit to Mill Valley, but not her first screen appearance at the festival, as Fishkin recalls the 7-year-old Fanning's precocious performance in 2001's "I Am Sam." But she is a little girl no longer and both "The Secret Life of Bees," in which she plays Lily, a motherless 14-year-old who runs away from her abusive father, and the controversial "Hounddog," in which she plays a 12-year-old rape victim and that opens at the Roxie Film Center on Oct. 31, mark the young actress' transition to more mature roles.

At a pre-party at Mill Valley's Outdoor Art Club, the fresh-faced Fanning, who looks younger than her 14 years, declines to address the specifics of "Hounddog," which the conservative group Concerned Women for America has targeted for a boycott, an action that led the AMC theater chain to ban the movie from its screens.

Although she is quick to note that "Hounddog" and "The Secret Life of Bees" are only two movies in an already impressive body of work, she also confesses, "As I get older, I'm drawn to different things," adding that one of the things she appreciated most about making "The Secret Life of Bees" was the tough scenes she shared with British actor Paul Bettany as Lily's verbally and physically abusive father.

"Those scenes were a challenge," she says. "But they were also fun, because we got to push each other (to the limit)."

Prince-Bythewood adds that Bettany agreed to make the movie precisely because he wanted to work with Fanning. "He said, 'She's not just a great child actor. She's a great actor.' "

Fanning was already attached to the movie when Prince-Bythewood, who previously made "Love & Basketball," came on board. The director reveals that was one of the reasons she wanted to make the movie. Eventually, the cast would grow to include Queen Latifah, Alicia Keys, Sophie Okonedo and Jennifer Hudson as the women who become Lily's surrogate mothers.

"Every person in the cast was my first choice," Prince-Bythwood says. "It was a dream cast."

"The chemistry you see onscreen is real. They really bonded," she adds. "We were shooting in the dead of winter, but they were running around in shorts and tank tops, because it was supposed to be summer. Between takes, they would huddle together. It helped bond them."

Fanning read Sue Monk Kidd's novel on which the movie is based 3 1/2 years ago and fell in love with it. Producer Lauren Shuler Donner cast her in the role before she was even old enough to play it, wisely realizing that by the time the production was ready to go, she would grow into the character. Prince-Bythewood adds that the only way the $11 million production could go forward was that Fanning and Queen Latifah agreed to cut their usual fees, which encouraged others in the production to work for a reduced rate.

Prince-Bythewood and Fanning were not the only opening-night celebrities on the Outdoor Art Club patio, as "Religulous" producer Palmer West also dropped by to mingle with a festive crowd that included "Crumb" filmmaker Terry Zwigoff, director Rob Nilsson and "Touching Home's" twin filmmaking duo Logan and Noah Miller. For West, whose Thousand Words production company financed Maher's irreverent confrontation with organized religion, the evening was especially sweet. The film opened at New York's Angelika Film Center the day before, and West had just gotten word that it had sold out its screenings two days running.

"Bill's reputation is not that of an attacker," West says, explaining how Maher and director Larry Charles were able to get so many people who vehemently disagree with Maher to sit down with him on camera. "People of faith understood at least he's going to allow me to have my voice."

He laughs when asked about Jerusalem's Wailing Wall, the Vatican, the Mormons' Salt Lake Temple and the myriad other places that ejected the production. "We were politely escorted out of a lot of places," he says. "But no one ever walked out of an interview."

Looking out over the crowd, West evinces surprise that so many people have turned out on the same night vice presidential candidates Joe Biden and Sarah Palin are debating. Fishkin in his opening remarks makes a similar observation.

"You have a lot of good judgment and taste to be here tonight," Fishkin remarks, adding, "It's going to be a wild ride for the next 11 days. Politics, race, religion - (a lot of our films) certainly fall into that category."

This year's opening night marked a joyous, but bittersweet occasion, Fishkin admits, as he paid tribute to Pam Hamilton, the festival's longtime publicist, who died Sept. 22.

"For 22 years, Pam Hamilton was a very important part of this festival," Fishkin says. "Pam, we love you and we remember you."